United States District Court, D. Arizona
A. Teilborg Senior United States District Judge.
before the Court are Defendants' joint motions to seal
(Doc. 246, Doc. 251). The Court now rules on the motions.
purposes of these motions, it is not necessary to outline the
detailed facts of this case. It is sufficient to state that
Plaintiff Airbus DS Optronics GmbH (“Airbus”)
seeks to hold Nivisys, LLC (“Nivisys”), WWWT
Enterprises, LLC (“WWWT”), and First Texas
Holdings Corporation (“First Texas”) liable for
the debts of Nivisys Industries, LLC
(“Industries”). Industries was an Arizona limited
liability company that manufactured and sold defense and
surveillance technology products. (Doc. 231 ¶ 1). In
September of 2008, Industries entered into a purchase
contract with Airbus. Through that contract, Industries
agreed to purchase, and Airbus agreed to supply, certain
components of an Industries product. (Doc. 234, Exhibit WW).
After Industries breached the CoOperation agreement in
October 2011, a German court entered judgment against
Industries in the amount of $1, 269, 290.05, plus interest.
(Doc. 234, Exhibit O). That judgment was domesticated and
entered against Industries in Maricopa County Superior Court
on April 16, 2014. (Id.).
2011 and 2012, Nivisys, WWWT, and First Texas (collectively
“Defendants”) were involved in the transfer of
Industries' debt and assets of Industries over the span
of several months in 2012. Nivisys eventually became the
owner of most of Industries' assets, and now operates a
business substantially similar to that of Nivisys. Airbus
filed this action against Defendants, seeking to hold them
responsible for the judgment entered against Industries.
Motion to File Under Seal
have filed three documents with the request that they be
filed under seal in order to protect Nivisys' trade
secrets and competitive advantage. (See Docs. 246,
251). The Court generally recognizes the public's right
of access “to inspect and copy . . . judicial records
and documents.” Nixon v. Warner Commc'ns,
Inc., 435 U.S. 589, 597 (1978). Except for those
judicial records that are “traditionally kept secret
for important policy reasons, ” such as grand jury
transcripts or warrant materials, there is a “strong
presumption in favor of access” to judicial materials.
Kamakana v. City & Cnty. of Honolulu, 447 F.3d
1172, 1178 (9th Cir. 2006). Because a motion for summary
judgment is a dispositive pleading, Defendants must prove
“compelling reasons” for sealing the documents.
Id. at 1180; see also Ctr. For Auto Safety v.
Chrysler Grp., LLC, No. 15-55084, 2016 WL 142440, at *6
(9th Cir. Jan. 11, 2016). It is within this Court's
discretion to determine what is a “compelling
reason” to seal. Nixon, 435 U.S. at 599.
argue that because Exhibit AA (Doc. 235-1) includes the
prices Nivisys charged for certain products, it exposes trade
secrets. (Doc. 246). The Court disagrees. A “trade
secret may consist of any formula, pattern, device, or
compilation of information which is used in one's
business, and which gives him an opportunity to obtain an
advantage over competitors who do not know or use it.”
In re Elec. Arts, Inc., 298 Fed.Appx. 568, 569-70
(9th Cir. 2008) (quoting Restatement (First) of Torts §
757, cmt. B (1939)). Defendants contend that the price of its
products is confidential, and that if a competitor obtains
its pricing information, it may use that information to
undercut Nivisys's business. But Defendants themselves
admit that the prices shown are not current; rather, they are
the prices as they existed in 2012. Moreover, a simple price
is not enough to reveal to a competitor a “formula or
pattern” that Nivisys may use to price its products.
See Id. A price, absent more, is not a trade secret,
and the Court finds no compelling reason to seal Exhibit AA.
LL (Doc. 235-12) is a consolidated financial statement of
First Texas and its subsidiaries, which Airbus offers to show
that WWWT assumed the liability of Industries when it
acquired Industries' assets. (Doc. 234 at ¶ 50).
Defendants argue it contains confidential financial
information regarding the value of Industries, and that the
information it contains would lead Nivisys's competitors
to persuade potential buyers that Nivisys is “just a
small company that lacks the financial strength of its
competitors[.]” (Doc. 246 at 4). But as it is filed,
Exhibit LL is so heavily redacted that no person could make
any reasonable conclusion, negative or otherwise, about the
financial size or strength of Nivisys. Because it is already
sufficiently redacted, the Court finds no compelling reason
to cause the exhibit to be filed under seal.
also argue that Exhibit D (Doc. 250-4) should be filed under
seal because it discloses the identities of the shareholders
of First Texas. (Doc. 251 at 2-3). Defendants assert that the
exhibit should be sealed because the information therein is
not relevant to a central issue in the case. The Court
disagrees. Central to Airbus's case is its assertion that
a commonality of ownership and control existed between the
Defendant companies; knowledge regarding who owned or ...